Irisity

Rights Issue

Download Information Memorandum (Swedish Only)

NOT FOR RELEASE, PUBLICATION, OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY JURISDICTION WHERE SUCH ACTION WOULD BE IN VIOLATION OF APPLICABLE LAWS OR REGULATIONS OF THAT JURISDICTION. THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO ACQUIRE SECURITIES IN ANY JURISDICTION.

Irisity AB (publ) (“Irisity” or “the Company”) is carrying out a rights issue of approximately SEK 21.1 million (the “Rights Issue”) with preferential rights for existing shareholders. The Extraordinary General Meeting of the Company resolved on the Rights Issue on 7 May 2025 in Gothenburg, Sweden. Please note the prospectus is available in Swedish only.

Company Description

Irisity is a leading provider of AI-driven video analytics, transforming standard security cameras into intelligent detection systems with a strong commitment to privacy. With presence in over 90 countries and installations at more than 3,000 locations, Irisity serves a global market through three main segments: AI Solutions, AI Products, and AI Services.

The recent acquisition of Ultinous has expanded Irisity’s capabilities, integrating generative AI to capture growth in the mid-market segment. Irisity’s technology enables real-time detection of critical events such as intrusions, violence, and unattended objects, while ensuring privacy through patented anonymization technology.

Operating with 12 offices and three R&D centers worldwide, Irisity reaches clients across sectors like government, healthcare, and transportation. Its IRIS+™ platform, adaptable for on-premises, cloud, or hybrid environments, allows flexible security management.

The company operates through a global network of resellers, partners, security companies, and camera manufacturers. As of 2024, more than 100 000 devices are now enabled with AI.

Summary of offering

Subscription of Shares

Subscription takes place through pre-emptive rights for existing shareholders. Each (1) existing share in the Company held on the record date of May 14, 2025 entitles to one (1) subscription right. Thirteen (13) subscription rights entitle to the subscription of six (6) newly issued shares.

Subscription Price per Shares

The subscription price is SEK 0.40 per share, resulting in a company pre-money valuation of approximately SEK 45.7 million.

Offer Volume

A maximum of 52,749,643 new shares can be issued in this Rights Issue. With full subscription in the Rights Issue, the Company will raise approximately SEK 21.1 million before transaction costs.

Subscription Period

May 16, 2025 – May 30, 2025

Allotment

If not all shares are subscribed for with the support of subscription rights, the board shall, within the framework of the Rights Issue’s maximum amount, decide on the allocation of shares to those who have subscribed for shares without the support of subscription rights according to the following allocation principles:

Allocation without preferential rights shall primarily be made to those who have applied for subscription and subscribed for new shares with the support of subscription rights, regardless of whether the subscriber was a shareholder on the record date or not, and in case of oversubscription, in relation to the number of subscription rights each has used for subscription of new shares and to the extent this cannot be done, by drawing lots;
Secondly, allocation of shares shall be made to others who have applied for subscription without the support of subscription rights and, in case of oversubscription, in relation to the number of new shares submitted in the subscription application, and to the extent this cannot be done, by drawing lots;
Thirdly and lastly, allocation of shares subscribed for without the support of subscription rights shall be made to Stockhorn, which has entered into a guarantee commitment.

Subscription Commitments and Guarantee Undertakings

The Rights Issue is fully covered from subscription commitments and guarantee undertakings, of which subscription commitments correspond to approximately 52.5 percent of the Rights Issue and guarantee undertakings to approximately 47.5 percent of the Rights Issue. The Company has received subscription commitments from several existing shareholders including Stockhorn, Sun Red Beach Growth Partner, Ulf Runmarker and Anders Trygg, private and via companies, and guarantee undertaking from Stockhorn. Subscription commitments from Bjørn Eilertsen and Anders Trygg, private and via company, corresponding to their respective pro-rata proportion and in addition further subscriptions. No compensation is paid for either subscription commitments or guarantee undertakings.

Purpose of the Proceeds

The proceeds from the Rights Issue will be used to repay the credit facility of up to SEK 15 million as well as general working capital of minimum SEK 5 million.

Dilution

Upon full subscription of the Rights Issue:

Share capital will increase by SEK 4.7 million, from SEK 10.3 million to SEK 15.0 million, through the issuance of up to 52,749,643 shares. Non-participating shareholders face up to 31.6% dilution.

The registration form and conditions will be updated after the memorandum is published, same for the “subscribe via” buttons.